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This supplement to the
Prospectus contained in a
Registration Statement on
Form S-3, SEC
Registration No. 333-
11397, is being filed
pursuant to Rule
424(b)(3).
Supplement
to
Prospectus Dated September 13, 1996
5,858,903 Shares of
United Asset Management Corporation
Common Stock
($.01 par value)
This Prospectus Supplement supplements the Prospectus
(the "Prospectus") dated September 13, 1996, included in a
Registration Statement on Form S-3 filed with the Securities
and Exchange Commission. Reference should be made to such
Registration Statement, the information incorporated therein
by reference and exhibits thereto for further information
with respect to the business and operations of United Asset
Management Corporation and the shares of Common Stock of
such corporation covered by such Prospectus as supplemented.
Capitalized terms not otherwise defined herein have the
meanings ascribed to them in the Prospectus.
The date of this Prospectus Supplement is
October 29, 1996
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SELLING STOCKHOLDERS
On October 29, 1996, Bear Stearns & Co., Inc. ("Bear
Stearns") purchased from certain of the Selling Stockholders
an aggregate of 1,000,000 of the Shares at a net price of
$24.00. Bear Stearns will resell the shares in any manner
that any of the Selling Stockholders could sell such Shares
pursuant to the Prospectus. Any compensation in the form of
discounts, fees or commissions from the Selling Stockholders
and any profits on the sale of such Shares may be deemed
underwriting discounts and commissions.